UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
(Mark One)

[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                  For the quarterly period ended JUNE 30, 2004
                                                 ______________


[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

     For the transition period from __________________ to __________________



                        Commission file number 000-26175


                           DISCOVERY INVESTMENTS, INC.
        _________________________________________________________________
        (Exact name of small business issuer as specified in its charter)


             NEVADA                                       88-0409151
_______________________________             ____________________________________
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

             6767 W. TROPICANA AVE., SUITE 207, LAS VEGAS, NV 89103
             ______________________________________________________
                    (Address of principal executive offices)

                                 (866) 351-5099
                           ___________________________
                           (Issuer's telephone number)


         (Former name, former address and former fiscal year, if changed
                               since last report)

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No



                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes [X] No

<PAGE>


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
27,870,383 COMMON SHARES
-------------------------

Transitional Small Business Disclosure Format (Check one): Yes      No [X]


                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.


                           DISCOVERY INVESTMENTS, INC.

                          (A Development Stage Company)

                         CONSOLIDATED FINANCIAL REPORTS

                            JUNE 30, 2004 (UNAUDITED)

                                DECEMBER 31, 2004



                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                    CONTENTS

FINANCIAL STATEMENTS

Balance Sheets                                                           2

Statements of Income                                                     3

Statements of Stockholders' Equity                                       4

Statements of Cash Flows                                               5-6

Notes to Financial Statements                                         7-15


<PAGE>
<TABLE>
<CAPTION>



                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEETS
                                  JUNE 30, 2004

                                                  June 30, 2004      June 30, 2003           December           December
                                                                                             31, 2003           31, 2002
                                               ASSETS
<S>                                                  <C>                <C>                <C>              <C>
CURRENT ASSETS
Cash                                                     $3,624                 $0                 $0                 $0
Goodwill                                                     $0                 $0                 $0                 $0
Assets of discontinued operations                            $0                 $0                 $0           $467,621
Total current assets                                     $3,624                 $0                 $0           $467,621

TOTAL ASSETS                                             $3,624                 $0                 $0           $467,621


                                LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Bank overdraft                                               $0                 $0                 $0                $62
Accounts payable                                        $40,863            $54,847            $54,847             $4,847
Officers' advances                                      $44,150            $63,693            $63,693            $63,693
Liabilities of discontinued operations                       $0                 $0                 $0         $2,319,298
Total current liabilities                               $85,013           $118,540           $118,540         $2,387,900

TOTAL LIABILITIES                                       $85,013           $118,540           $118,540         $2,387,900

STOCKHOLDERS' EQUITY
27,870,383 shares at June 30, 2004                     $228,040            $24,500            $24,500            $38,500
Retained Earnings                                     $(309,429)         $(143,040)         $(143,040)       $(1,958,779)
TOTAL STOCKHOLDERS' EQUITY                             $(81,389)         $(118,540)         $(118,540)       $(1,920,279)
Total liabilities and stockholders' equity               $3,624                 $0                 $0           $467,621

</TABLE>

See Accompanying Notes to Consolidated Financial Statements.



<PAGE>

<TABLE>
<CAPTION>

                                                      DISCOVERY INVESTMENTS, INC.
                                                     (A DEVELOPMENT STAGE COMPANY)
                                                   CONSOLIDATED STATEMENTS OF INCOME
                                                             JUNE 30, 2004

                                                                                                             Sept 10, 1996
                                            Six Months Ended                      Years Ended               (Inception) to
                                       June 30,         June 30,      December 31,        December 31,            June 30,
                                           2004             2003              2003                2002                2004

<S>                                  <C>              <C>             <C>                 <C>                 <C>
Revenues                                     $0               $0                $0                  $0                  $0
Cost of revenue                              $0               $0                $0                  $0                  $0
Gross profit                                 $0               $0                $0                  $0                  $0

General, selling and
administrative expenses                $136,389          $50,000           $80,000             $21,266           1,961,627

Net operating income (loss)
                                      $(136,389)        $(50,000)         $(80,000)           $(21,266)        $(1,961,627)

Non operating income
(expense)                                    $0               $0          $(80,000)                 $0           $(284,753)

Net (Loss) before
extraordinary item                    $(136,389)        $(50,000)         $(80,000)           $(21,266)        $(2,246,380)

Reorganization items                         $0               $0                $0                  $0            $(30,858)

Net (Loss) from continuing
operations                            $(136,389)        $(50,000)         $(80,000)           $(21,266)        $(2,277,238)

Extraordinary gain on
prepetition debt
discharge                                    $0               $0                $0                  $0          $1,985,317

                                      $(136,389)        $(50,000)         $(80,000)           $(21,266)           $(29,921)

Gain (Loss) from
discontinued operations                      $0       $2,539,282       $(1,851,739)        $(1,865,677)        $(1,865,677)

Net income (loss)                     $(136,389)      $2,489,282       $(1,771,739)        $(1,886,943)        $(2,157,959)

Net income (loss) per share
basic and diluted (Note 2)              $(0.006)           $0.10            $(0.10)             $(0.08)           $(0.2356)

Average number of
shares of common
stock outstanding                    27,520,382       24,499,583        24,449,583          23,540,679           8,309,752
</TABLE>

See Accompanying Notes to Consolidated Financial Statements.

<PAGE>
<TABLE>
<CAPTION>


                                                      DISCOVERY INVESTMENTS, INC.
                                                     (A DEVELOPMENT STAGE COMPANY)
                                            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                                                             JUNE 30, 2004




                                                                                        Additional          Additional
                                                           Common Stock                  Paid-In             Paid-In
                                                     Shares            Amount            Capital             Capital
                                                                                        (Deficit)             Total

<S>                                                <C>                 <C>              <C>                 <C>
Balance, December 31, 2000                            7,350,000           $7,350         $(1,903,643)        $(1,896,293)

Issuance  of  common   stock,   pursuant  to
bankruptcy order, issued November 29, 2001              349,583             $350                $350                  $0
Net Income, December 31, 2001                                                             $1,844,157          $1,844,157
Balance, December 31, 2001                            7,699,583           $7,700            $(59,836)           $(52,136)

Issuance of common stock on  acquisition  of
Bycom Media Inc. on May 5, 2002                      16,800,000          $16,800            $(12,000)             $4,800

Issuance of common stock on acquisition of Cavio
Corporation September 4, 2002.                       14,000,000          $14,000                                 $14,000
Net (Loss) December 31, 2002                                                             $(1,866,943)        $(1,866,943)
Balance, December 31, 2002                           38,499,583          $38,500
Balance, March 31, 2003                              38,499,583          $38,500         $(1,958,779)        $(1,920,179)

Cancellation of shares issued on the Cavio
acquisition                                         (14,000,000)        $(14,000)            $14,000                $100

Issued to settle debt Dec. 31, 2003                   2,670,800         $133,540         $(1,958,779)        $(1,906,179)
Net Income for year ended Dec. 31, 2003                       0                0          $1,771,739          $1,771,739
Balance, March 31, 2004                              27,170,383         $158,040           $(173,040)           $(15,000)
Issued May, 2004                                        700,000          $70,000                  $0                  $0
Balance, June 30, 2004                               27,870,383         $228,040           $(173,040)           $(15,000)

</TABLE>

See Accompanying Notes to Consolidated Financial Statements.



<PAGE>
<TABLE>
<CAPTION>



                                                      DISCOVERY INVESTMENTS, INC.
                                                     (A DEVELOPMENT STAGE COMPANY)
                                                 CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                             JUNE 30, 2004

                                                    Six Months Ended                Years Ended
                                                  June 30,     June 30,    December 31,    December 31,     September 10,
                                                                                                                1996
                                                                                                           (inception) to
                                                    2004         2003          2003            2002         June 30, 2004
<S>                                               <C>           <C>            <C>             <C>             <C>
Cash Flows From Operating Activities
Net income (loss)                                  $(136,389)    $(50,000)      $(80,000)       $(21,266)        $(276,889)
Impairment of Intangible Asset                             0            0              0           4,800             4,800
Extraordinary gain on pre-petition debt
discharge                                                  0            0              0               0        (1,985,347)
Professional fees                                          0            0              0               0            65,858
Changes in assets and liabilities
Increase in accounts payable and accrued             (13,624)      50,000         10,153               0           421,913
expenses (pre-petition)
Increase in accounts payable and accrued
expenses (post-petition)                                   0            0              0           2,773             4,909
Increase in officer advances (pre-petition)                0            0         63,693               0            17,576
Increase in officer advances (post-petition)         (49,916)           0              0               0            13,970

Net cash provided by (used in) operating            (199,916)           0       (133,540)               0        1,735,010
activities before reorganization activities

(Decrease) in Cash Resulting from
Reorganization Items:
Pre-petition claims paid pursuant to plan                  0            0              0               0           (19,142)
Professional fees paid                                     0            0              0               0           (65,858)

Net cash (used in) reorganization activities               0            0              0               0                 0

Net cash (used in) operating activities                    0            0              0               0        (1,650,010)

Cash Flows From Investing Activities                 203,540            0              0               0                 0

Cash Flows From Financing Activities
Issuance of common stock                                   0            0        133,540               0            50,010
Proceeds from notes payable                                0            0              0               0         1,600,000

Net cash provided by financing activities            203,540            0              0               0         1,650,010

Net increase (decrease) in cash and cash
equivalents                                            3,916            0              0               0                 0


<PAGE>

Cash and cash equivalents, beginning of period             0            0              0               0                 0

Cash and equivalents, end of period                        0            0              0               0                 0


Supplemental Schedule of Non-Cash Investing
and Financing Activities
Discharge of short term notes payable                      0            0              0               0                 0
Discharge of long term notes payable                       0            0                              0
Issuance of shares on acquisition of Bycom                 0        4,800          4,800               0             4,800
Media

</TABLE>

See Accompanying Notes to Consolidated Financial Statements.



<PAGE>


                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  JUNE 30, 2004 AND DECEMBER 31, 2003 AND 2002

NOTE 1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

         NATURE OF BUSINESS:
         Discovery  Investments,  Inc.  ("Company") was organized  September 10,
         1996 under the laws of the State of Nevada.  The Company  currently has
         no operations and, in accordance with Statement of Financial Accounting
         Standard (SFAS) No. 7,  "ACCOUNTING AND REPORTING BY DEVELOPMENT  STAGE
         ENTERPRISES," is considered a development stage company.

         On August 9, 2001  ("Petition  Date"),  the  Company  filed a voluntary
         petition  for  Chapter 11  protection  pursuant  to the  United  States
         Bankruptcy  Code. As of that date, The United States  Bankruptcy  Court
         for the District of Nevada  ("Bankruptcy  Court") assumed  jurisdiction
         over the assets of the Company.  On September 24, 2001,  the Bankruptcy
         Court  confirmed the  Disclosure  Statement and Plan of  Reorganization
         (the "Plan")  submitted by the Debtors.  On September 24, 2001 the Plan
         became effective.

         A  SUMMARY  OF THE  COMPANY'S  SIGNIFICANT  ACCOUNTING  POLICIES  IS AS
         FOLLOWS:

         BASIS OF PRESENTATION
         The Company implemented  guidance provided by the American Institute of
         Certified  Public  Accountants  Statement of Position  90-7  "Financial
         Reporting  By Entities in  Reorganization  Under the  Bankruptcy  Code"
         ("AICPA SOP 90-7") as of September 30, 2001. Accordingly, the Company's
         financial  statements  for the periods  prior to September 30, 2001 are
         not  comparable to financial  statements  presented on or subsequent to
         September 30, 2001. These consolidated financial statements include the
         accounts of the Company and its wholly  owned  subsidiary,  Bycom Media
         Inc.,  as at June 30,  2002 and for the period from May 5, 2002 to June
         30, 2002.

         ESTIMATES
         The  preparation of financial  statements in conformity  with generally
         accepted  accounting  principles  requires management to make estimates
         and  assumptions  that  affect  the  reported  amounts  of  assets  and
         liabilities and disclosure of contingent  assets and liabilities at the
         date of the financial  statements and the reported  amounts of revenues
         and expenses during the reporting  period.  Actual results could differ
         from those estimates.

         CASH
         For the  Consolidated  Statements  of Cash  Flows,  all  highly  liquid
         investments  with maturity of three months or less are considered to be
         cash  equivalents.  There were no cash  equivalents as of June 30, 2003
         and December 31, 2002 and 2001.

         INCOME TAXES
         Income taxes are provided for using the liability  method of accounting
         in  accordance  with SFAS No.  109  "ACCOUNTING  FOR  INCOME  TAXES." A
         deferred  tax  asset  or  liability  is  recorded  for  all   temporary
         differences between financial and tax reporting.  Temporary differences
         are  the  differences  between  the  reported  amounts  of  assets  and
         liabilities  and their tax basis.  Deferred tax assets are reduced by a
         valuation  allowance  when,  in the opinion of  management,  it is more
         likely  than not that some  portion or all of the  deferred  tax assets
         will not be realized.  Deferred tax assets and liabilities are adjusted
         for the  effect  of  changes  in tax  laws  and  rates  on the  date of
         enactment.

         REPORTING ON COSTS FOR START-UP ACTIVITIES
         Statement  of Position  98-5 ("SOP  98-5),  "REPORTING  ON THE COSTS OF
         START-UP ACTIVITIES" which provides guidance on the financial reporting
         of start-up and  organization  costs,  requires  most costs of start-up
         activities and organization costs to be expensed as incurred.  With the
         adoption  of SOP  98-5,  there  has been  little  to no  effect  on the
         Company's consolidated financial statements.

<PAGE>


                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  JUNE 30, 2004 AND DECEMBER 31, 2003 AND 2002

         YEAR END
         The Company  originally  selected  March 31 for its fiscal year end. In
         2000, the Company changed its fiscal year end to December 31.

NOTE 2.  RESTRUCTURING ITEMS
         Pursuant to he Disclosure Statement and Plan of Reorganization becoming
         effective  September  24,  2001,  all  general  unsecured  claims  were
         discharged in exchange for cash payments totaling $50,000.  An impaired
         interest   holder-shareholder   paid   $30,858   for  the   Chapter  11
         administrative  claims.  The remaining  $19,142 was  distributed to the
         Class One impaired creditors on a pro-rata basis, along with a pro-rata
         share of unregistered  common stock,  not to exceed 100,000 shares,  of
         the Debtor.

         The discharge of debt has been reflected in the  accompanying  December
         31,  2001  financial  statements.  The  Company's   post-reorganization
         balance  sheet as of  September  24, 2001  becomes the opening  balance
         sheet for the reorganized Company, as reflected in the following table:

<TABLE>
<CAPTION>

                                                     Adjustments to Record the Plan or Reorganization
                                                Balance Sheet          Debt Discharge         Balance Sheet

<S>                                                   <C>                     <C>                     <C>
ASSETS                                                         $0                      $0                   $0

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable                                          $19,182                 $30,858              $50,000

Liabilities Subject to Compromise
Short term notes payable                                 $100,000               $(100,000)                  $0
Accounts payable                                           82,160                 (82,160)                   0
Interest payable                                          284,753                (284,753)                   0
Officer's advances                                         17,576                 (17,576)                   0
Notes payable                                           1,500,000              (1,500,000)                   0
Total Liabilities Subject to Compromise                $1,984,489             $(1,984,489)                  $0
Total Liabilities                                      $2,003,671             $(1,953,631)            $(50,000)

Stockholders' Equity
Common stock                                               $2,100                      $0               $2,100
Accumulated Deficit                                    (2,005,771)             (1,953,631)             (52,100)
Total Stockholders' Equity                            $(2,003,671)            $(1,953,631)            $(50,000)

Total Liabilities and Stockholders' Equity                     $0                      $0                   $0

</TABLE>

The  following  proforma   statements  of  operations  reflect  the  results  of
operations as if the reorganization had been effective December 31, 2000.


<PAGE>

                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  JUNE 30, 2004 AND DECEMBER 31, 2003 AND 2002


<TABLE>
<CAPTION>


                                                                    PRO FORMA STATEMENTS OF INCOME
                                                                 For the Year Ended December 31, 2001
                                                       As Reported            Adjustments             Proforma

<S>                                                          <C>                    <C>                       <C>
Revenues                                                             $0                      $0                   $0
Cost of revenue                                                       0                       0                    0
Gross profit                                                         $0                      $0                   $0
General, selling and administrative expenses                     11,579                       0               11,579
Operating Loss                                                 $(11,579)                     $0             $(11,579)
Non-operating income (expense)
Interest expense                                                (98,753)                      0              (98,753)

(Loss) before reorganization items and                        $(110,332)                     $0            $(110,332)
extraordinary item
Reorganization items (Note 2)                                   (30,858)                 30,858(1)                 0

(Loss) before extraordinary item                              $(141,190)                $30,858            $(110,332)
Extraordinary gain on pre-petition debt
discharge (Note 2)                                           $1,985,347             $(1,985,347)(2)               $0
Net income (loss)                                            $1,844,157             $(1,954,489)           $(110,332)

Net (loss) per share, Basic and diluted (Note 2)                 $(0.87)                 $(0.93)              $(0.05)

</TABLE>

(1) Elimination of effect of reorganization items
(2) Elimination of the gain on pre-petition debt discharge.


NOTE 3. REORGANIZATION ITEMS

         Reorganization  Items  consisted of the  following for the period ended
         June 30, 2004 and years ended December 31, 2003 and 2002:

                      June 30, 2004     December 31, 2003    December 31, 2002

Professional Fees           $35,000              $80,000               $80,000

NOTE 4. ACQUISITION OF BYCOM MEDIA INC.

         On April 29, 2002,  the Company  entered  into a Plan and  Agreement of
         Reorganization ("the Plan") with Bycom Media, Inc., an Ontario,  Canada
         corporation  ("Bycom").  Pursuant to the Plan, the Company acquired all
         the outstanding  shares of Bycom for 4,800,000 shares of Company stock.
         Bycom became a wholly owned  subsidiary of the Company.  The closing of
         the purchase of Bycom occurred on May 5, 2002.

         Bycom  was  engaged  in  multimedia   applications  for  internet-based
         businesses.  Utilizing  business  search  tools  and  databases,  Bycom
         intended to be able to locate and access global  business  information.
         Bycom  intended to use its  technology  in order to enter into  various
         business  combinations  with entities  that offer  products or services
         that are susceptible to internet  marketing.  As an alternative,  Bycom
         was  also to sell,  for a fee,  this  information  and was to act as an
         "out-source provider" of information. Bycom is current inactive.

<PAGE>

                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  JUNE 30, 2004 AND DECEMBER 31, 2003 AND 2002

         The Company has recorded the excess of the purchase  price over the net
book value of Bycom as goodwill on consolidation.

NOTE 5. STOCKHOLDERS' EQUITY

         COMMON STOCK

         The  authorized  common  stock of the Company  consists  of 100,000,000
         shares with par value of $0.001.

         On September 15, 1996, the Company  authorized and issued 21,000 shares
         of its no par value common stock in consideration of $2,100 in cash.

         On March 15, 1999, the State of Nevada  approved the Company's  amended
         Articles of  Incorporation,  which  increased its  capitalization  from
         25,000 common shares to 25,000,000 common shares.  The no par value was
         changed to $0.001 per share.  Also,  on March 15, 1999,  the  Company's
         shareholders  approved  a  forward  split  of its  common  stock at one
         hundred  shares  for one share of the  existing  shares.  The number of
         common stock shares  outstanding  increased  from 21,000 to  2,100,000.
         Prior period  information has been restated to reflect the stock split.

         As part of the  reorganization  explained in Note 2, the Company issued
         99,881 shares of stock to the Class One impaired  creditors on November
         29, 2001.

         On  April  25,  2002,  the  sole  director  of the  Company  adopted  a
         resolution  that  resulted in a stock  dividend.  For  stockholders  of
         record on May 5,  2002,  the  Company  issued 2.5 shares for each share
         owned. In lieu of issuing a fractional share  certificate,  the Company
         rounded up to a full share.  On  September 4, 2002,  14,000,000  shares
         were  issued for the  acquisition  of Cavio  Corportion.  In the second
         quarter of 2003 the Company  unwound the  transaction and cancelled the
         14,000,000  shares.  This resulted in approximately  24,499,600  shares
         outstanding as of June 30, 2003.

         On April 29, 2002, the Company issued  4,800,000  pursuant to a Plan of
         Reorganization  whereby it acquired  all of the  outstanding  shares of
         Bycom Media Inc. (Note 4).

         On July 10, 2002,  the State of Nevada  approved the Company's  amended
         Articles of  Incorporation,  which  increased its  capitalization  from
         25,000,000 common shares to 100,000,000 common shares.

         The Company has not authorized any preferred stock.

         NET LOSS PER COMMON SHARE

         Net loss per share is  calculated  in  accordance  with  SFAS No.  128,
         "EARNINGS  PER SHARE."  The  weighted-average  number of common  shares
         outstanding during each period is used to compute basic loss per share.
         Diluted loss per share is computed using the weighted  averaged  number
         of shares and dilutive  potential common shares  outstanding.  Dilutive
         potential  common shares are  additional  common  shares  assumed to be
         exercised.

         Basic net loss per common share is based on the weighted average number
         of shares of common stock outstanding for the six months ended June 30,
         2004 and 2003 was  27,520,382,  and 24,499,583,  respectively,  for the
         years ended  December  31, 2003 and 2002,  24,499,583  and  23,540,670,
         respectively,  and 8,309,752 since  inception.  As of June 30, 2004 and
         December  31,  2003 and 2002 and since  inception,  the  Company had no
         dilutive potential common shares.

<PAGE>

                           DISCOVERY INVESTMENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  JUNE 30, 2004 AND DECEMBER 31, 2003 AND 2002

NOTE 6. INCOME TAXES

         There is no  provision  for income  taxes for the period ended June 30,
         2004, due to the net loss and no state income tax in Nevada,  the state
         of the Company's domicile and operations.  The Company's total deferred
         tax asset as of June 30, 2004 is as follows:

         Net operating loss carry forward             $3,634
         Valuation allowance                         $(3,634)
         Net deferred tax asset                           $0

         The net federal  operating loss carry forward will expire in 2020. This
         carry  forward  may be  limited  upon the  consummation  of a  business
         combination under IRC Section 381.

         For financial reporting purposes, the Company reported an extraordinary
         gain in the amount of $1,984,489  resulting  from the  cancellation  of
         indebtedness  that  occurred  from  the  bankruptcy  discharge  on  the
         effective date.  Pursuant to Section 1087 of the Internal Revenue Code,
         this  extraordinary  gain is excluded from income  taxation and certain
         tax  attributes  of the Company are  eliminated  or reduced,  up to the
         amount  of  such  income  excluded  from  taxation.  As a  result,  the
         Company's  net  operating  loss   carryforwards  were  reduced  by  the
         $1,984,489

NOTE 7. GOING CONCERN

         The  Company's   consolidated  financial  statements  are  prepared  in
         accordance with generally accepted accounting  principles applicable to
         a going concern.  This  contemplates  the realization of assets and the
         liquidation of liabilities in the normal course of business. Currently,
         the Company does not have  significant  cash of other material  assets,
         nor does it have operations or a source of revenue  sufficient to cover
         its operation costs and allow it to continue as a going concern.  Until
         the Company has sufficient operations,  the officers and directors have
         committed to advancing the operating costs of the company.

NOTE 8. RELATED PARTY TRANSACTIONS

         The Company neither owns nor leases any real or personal property.  The
         resident agent of the  corporation  provides  office  services  without
         charge.  Such costs are  immaterial  to the  financial  statements  and
         accordingly,   have  not  been  reflected  therein.  The  officers  and
         directors for the Company are involved in other business activities and
         may, in the future, become involved in other business opportunities. If
         a specific business  opportunity  becomes  available,  such persons may
         face a conflict  in  selecting  between  the  Company  and their  other
         business  interest.  The  Company has not  formulated  a policy for the
         resolution of such conflicts.

NOTE 9. WARRANTS AND OPTIONS

         There are no warrants or options  outstanding to acquire any additional
         shares of common stock of the Company.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

         The discussion contained herein contains  "forward-looking  statements"
that involve risk and  uncertainties.  These statements may be identified by the
use  of  terminology   such  as  "believes,"   "expects,"   "may,"  "should"  or
anticipates" or expressing this terminology negatively or similar expressions or
by discussions of strategy.  The cautionary  statements  made in this Form 10QSB
should be read as being  applicable  to all related  forward-looking  statements
wherever  they  appear in this Form  10QSB.  Our  actual  results  could  differ
materially from those discussed in this report.

<PAGE>

Generally.

         The  Company  currently  has no  assets or  operations.  As of the date
hereof,  the Company can be defined as a "shell" company,  whose sole purpose is
to locate and consummate a merger or acquisition with another public entity or a
private entity.

Plan of Operation.

         The  Company  intends to seek to acquire  assets or shares of an entity
actively  engaged in  business  that  generates  revenues  in  exchange  for its
securities.  Prior to the date hereof,  the Company had entered into preliminary
negotiations  to acquire  all of the issued and  outstanding  shares of stock of
Ultrabio   Technological   Limited,   Incorporated,   a  British  Virgin  Island
corporation.  As of the date hereof,  said  negotiations  have  terminated.  The
Company is currently  engaged in negotiations  with the Evergreen Asset Group, a
British Virgin Island  corporation,  a company under formation which will be the
successor to various China business entities  ("Evergreen")  that are engaged in
the business of designing,  construction  and operation of waste water treatment
plants in China. The Company has been informed that Evergreen  receives revenues
from  Chinese  municipal  authorities  based upon a per  gallon  price for water
treated and released.

         In connection  with the  negotiations  to acquire all of the issued and
outstanding shares of stock of Evergreen, the Company has been informed that the
Securities and Exchange Commission is considering amendments to the Form 8-S and
the Form 8-K.  The  proposed  amendments  may expand the  definition  of a shell
company to be broader  than a company  with no or nominal  operations/assets  or
assets consisting of cash and cash equivalents,  the amendments may prohibit the
use of a From S-8 (a form used by a corporation to register securities issued to
an  employee,   director,   officer,   consultant  or  advisor,   under  certain
circumstances),  and may  revise  the Form 8-K to  require  a shell  company  to
include current Form 10 or Form 10-SB  information,  including audited financial
statements, in the filing on Form 8-K that the shell company files to report the
acquisition of the business opportunity.

Financial Condition.

         The Company's  auditor's going concern opinion for prior year ended and
the notation in the financial statements indicate that the Company does not have
significant  cash or other  material  assets and that we are relying on advances
from  stockholders,  officers and directors to meet limited operating  expenses.
The Company does not have sufficient cash or other material assets or do we have
sufficient  operations  or  an  established  source  of  revenue  to  cover  our
operational costs that would allow us to continue as a going concern.

Liquidity and Operational Results.

         The  Company  has no current  operating  history  nor any  revenues  or
earnings from pending  operations.  The Company has limited  assets or financial
resources.  The Company  will, in all  likelihood,  sustain  operating  expenses
without  corresponding  revenues,  at least until the consummation of a business
combination.  This may result in the Company incurring a net operating loss that
will  increase   continuously  until  the  Company  can  consummate  a  business
combination with a profitable business  opportunity.  Although the Company is in
negotiations  to acquire all of the issued and  outstanding  stock of  Evergreen
Asset Group, there is no assurance that the Company will consummate the business
combination, and if consummated, that the Company will be profitable.

         The Company is  dependent  upon its sole officer to meet any de minimis
costs that it may incur.  Donald  Bell,  an officer and director of the Company,
has agreed to provide the necessary funds, without interest,  for the Company to

<PAGE>

comply with the Securities Exchange Act of 1934, as amended; provided that he is
an officer and director of the Company when the obligation is incurred.

         Since the Company had no operating history nor any revenues or earnings
from  operations  as of June 30,  2004  and  currently  has  limited  assets  or
financial  resources,  the Company  will in all  likelihood  continue to sustain
operating  expenses  without  corresponding  revenues.  This may  result  in the
Company  incurring a net operating loss which will increase  continuously  until
the Company can implement its business  plan.  The Company is actively  pursuing
business opportunities.

Accounting for Good Will and Other Intangible Assets.

         In July 2001, the Financial Accounting Standards Board issued Statement
of Financial  Accounting  Standards "SFAS" No. 141, "Business  Combinations" and
SFAS No. 142,  "Goodwill  and Other  Intangible  Assets."  SFAS No. 141 requires
business  combinations  initiated  after June 30, 2001 to be accounted for using
the purchase  method of  accounting,  and  broadens  the criteria for  recording
intangible assets separate from goodwill. Recorded goodwill and intangibles will
be evaluated  against  these new criteria and may result in certain  intangibles
being subsumed into goodwill,  or alternatively,  amounts initially  recorded as
goodwill may be separately  identified an recognized  apart form goodwill.  SGAS
No. 142 requires the use of a non-amortization approach to account for purchased
goodwill and certain intangibles.  Under a non-amortization  approach,  goodwill
and certain  intangibles is more than its fair value.  Goodwill is the excess of
the  acquisition  costs  of the  acquired  entity  over  the  fair  value of the
identifiable net assets  acquired.  The Company is required to test goodwill and
intangible assets that are determined to have an indefinite life for impairments
at least  annually.  The provisions of SFAS No. 142 require the completion of an
annual impairment test with any impairments  recognized in current earnings. The
provisions  of SFAS No. 141 and SFAS No. 142 may be  applicable to the Evergreen
transaction referred to in the Plan of Operation above.

         The  Company  has been  informed  that the  proposed  transaction  with
Evergreen will be accounted for as a reverse  acquisition with the Company being
the surviving registrant.  As a result,  Evergreen's  shareholders will exercise
control  over the  Company.  The  transaction  will be  deemed  to be a  capital
transaction  where the Company and Bycom are treated as a  non-business  entity.
Therefore,  the  accounting  for the business  combination  is identical to that
resulting from a reverse merger,  except no goodwill or other intangible  assets
will be recorded.  For  accounting  purposes,  Evergreen  will be treated as the
accounting  acquirer  and,  accordingly,  will be  presented  as the  continuing
entity. At the time of the business  combination,  the transaction between Bycom
and the Company may require  restatement to reflect the  application of SFAS No.
141 and SFAS No. 142.

Item 3.  QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK.

         The Company has not  considered  nor conducted any research  concerning
qualitative and quantitative market risk.

Item 4.  EVALUATION OF DISCLOSURE ON CONTROLS AND PROCEDURES.

         Based on an evaluation of our disclosure  controls and procedures as of
the end of the period  covered by this Form 10QSB (and the financial  statements
contained in the report),  our  president  has  determined  that the our current
disclosure controls and procedures are effective.

         There have not been any changes in our internal  control over financial
reporting (as such term is defined in Rule 13a-15(f)  under the Exchange Act) or
any  other  factors  during  the  quarter  covered  by this  report,  that  have
materially affected,  or are reasonably likely to materially affect our internal
control over financial reporting.

<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

         None

ITEM 2. CHANGES IN SECURITIES.

         None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

         None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         None

ITEM 5. OTHER INFORMATION.

         (a) Board Meeting

         The board held three meetings during the quarter ended June 30, 2004.

         (b) Committees

         The board of directors  has not  established  any audit  committee.  In
         addition, the Company does not have any other compensation or executive
         or similar committees.  The Company recognizes that an audit committee,
         when established,  will play a critical role in the financial reporting
         system of the Company by overseeing and monitoring management's and the
         independent auditors' participation in the financial reporting process.
         At  such  time as the  Company  establishes  an  audit  committee,  its
         additional  disclosures with the Company's  auditors and management may
         promote investor confidence in the integrity of the financial reporting
         process.

         Until such time as an audit  committee has been  established,  the full
         board of directors will undertake those tasks normally  associated with
         an audit  committee to include,  but not by way of limitation,  the (i)
         review  and  discussion  of  the  audited  financial   statements  with
         management,  (ii) discussions with the independent auditors the matters
         required to be discussed by the Statement On Auditing Standards No. 61,
         as may be modified or supplemented, and (iii) receive from the auditors
         disclosures  regarding  the  auditors'   Independents  Standards  Board
         Standard No. 1, as may be modified or supplemented.


<PAGE>

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

         The  Company  filed  a  Form  8-K  on  April  4,  2004  disclosing  the
preliminary  negotiations and the press release  referring to the now terminated
proposed transaction with Ultrbio Technological Limited, Incorporated.

         The following exhibits are filed with this report:

         31.1  Certification  of Chief  Executive  Officer  and Chief  Financial
               Officer

         32.1  Section 906 Certification.


                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


DISCOVERY INVESTMENTS INC.
(Registrant)

By: /s/ Donald Bell, President and sole Director
(Signature and Title)*

Date: August 20, 2004